Annual Report 2010 - SBM Offshore

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and it is the intention to submit a new Remuneration Policy for approval at the AGM of 2011. The vision which the Management Board and the Appointment and Remuneration Committee pursued in designing this new Remuneration Policy is as set out in the Remuneration Report of this Annual Report. The main subjects discussed by the Appointment and Remuneration Committee were the following matters. Remuneration: • remuneration of the Managing Directors and its benchmarking; • remuneration matters related to a former Managing Director; • determination of Short Term and Long Term Incentive amounts by reference to the performance targets agreed with the Management Board for the year 2009, and the determination of the Short Term Incentive performance targets related to the year 2010 and of Long Term Incentive performance targets related to the period 2010 to 2012; • retirement arrangements for members of the Board of Management; • remuneration of the Supervisory Board: a proposal to increase the remuneration of the Supervisory Board received shareholders approval at the Extraordinary General Meeting held on 6 July 2010. • Appointment: • selection of Mr. F.R. Gugen as a new member of the Supervisory Board; • ongoing selection process of a seventh member of the Supervisory Board; • selection of two new non-statutory directors, members of the Board of Management. Mr. M. Wyllie was appointed Chief Technology Officer and Mr. J.P. Laurès was appointed later in the year as Chief Commercial Officer; • selection of Mr. B. Chabas as Chief Operating Officer succeeding Mr. F. Blanchelande following his forthcoming retirement in 2011. The Appointment and Remuneration Committee received advice from specialist selection and remuneration consultants, particularly as regards design of RP 2011. Technical and Commercial Committee The Supervisory Board resolved to create a new Technical and Commercial Committee to enable the Supervisory Board to have a better understanding of the Company’s exposure to technical risks and to facilitate its supervisory duties of technical and project management matters. This new Committee was installed and started work in May 2010. The Committee met four times and in addition, held telephone conferences. The meetings of the Technical and Commercial Committee are held prior to the meetings of the Supervisory Board at which the chairman reports on the principal issues discussed and gives the Committee’s recommendations on those matters requiring a decision by the Supervisory Board. The main subjects discussed by the Technical and Commercial Committee were the following: • setting the terms of reference of the Committee, identifying the matters to be reviewed and deciding on the reporting requirements; • reviewing the risk management report, focusing on technical risks; • reviewing the major projects with input from external consultants on the drilling rigs; • reviewing the bids status and sales prospects; • Mergers & Acquisition opportunities; • Management Information Systems and IT projects; • the Research & Development plan; Sustainability (CSR) matters which are relevant to the Company have now been moved to the Technical and Commercial Committee’s remit. Performance evaluation Report of Board of Management One pre-meeting was dedicated to discussing the performance of the Supervisory Board as a whole and its individual Directors. The Supervisory Board used a selfassessment questionnaire to facilitate the performance evaluation. In addition, the performance of the Board of Management and its individual members was discussed with the CEO and in a private session amongst the Supervisory Directors. SBM Offshore – Annual Report 2010 31
Report of Board of Management In conclusion The Supervisory Board expresses its gratitude to the Company’s employees and the Board of Management for their commitment to the Company and the performance achieved in 2010 in a challenging business and financial environment. The Supervisory Board was pleased to note that good progress was made on the implementation of performance improvement processes during the year under review. The Supervisory Board believes that the successful refinancing of the Company’s RCF, the successful delivery of a number of legacy projects such as rigs 1 and 2, the finalisation in 2011 of rig 3 and the MOPU platforms and the 32 SBM Offshore – Annual Report 2010 achievement of a record backlog during the year, positions the Company well to achieve its targets for growth and for shareholder return. Schiedam, 3 March 2011 Supervisory Board H.C. Rothermund, Chairman R. van Gelder, Vice-Chairman F.J.G.M. Cremers F. G.H. Deckers T.M.E. Ehret F.R. Gugen Yme MOPUstor stand-by for offshore installation in Norway
Page 1 and 2: Annual Report 2010
Page 3 and 4: Financial Review / Financial Statem
Page 5 and 6: 1 2 Overview 11 Message from the CE
Page 7 and 8: Semi-Submersible Drilling Rig Tensi
Page 9: Deck view of the FPSO Espirito Sant
Page 12 and 13: I am pleased to report that the Com
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Page 18 and 19: Shareholders As the shares are bein
Page 20 and 21: Corporate Strategy In line with the
Page 22 and 23: Lease and Operate The lease and ope
Page 24 and 25: World Map of SBM Offshore Project E
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Page 50 and 51: Introduction The relatively high oi
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Notice to convene a meeting The not
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Routine inspection on the Yme MOPUs
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Risk Management Risk Management ope
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the consequences of the Deepwater H
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Supervisory Board and has been disc
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Annual Report 2010 - SBM Offshore

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